Lullabies
by Vulcanchicks
Summary: Chell and Wheatley come across an artifact from Aperture's glory days: a test baby. Wheatley's damaged resource database mistakes it for a real human child and makes him want to take care of it. Chell however, isn't nearly as enthusiastic.
1. The Banshee

A mechanical female voice came over the speaker. "Please ignore any useless garbage that may have collected in the Weighted Storage Cube dispensers while I was dead. I haven't really had the opportunity to clean up. But now I'm afraid I must leave you. I still have another ten acres of broken glass waiting for me." She paused. "Don't do anything stupid."

Chell rolled her eyes. For an all-powerful AI who ran the entire facility, GLaDOS wasted a lot of energy making caustic remarks about the time She had spent being dead. Really She should be grateful that Wheatley had made the mistake of reactivating Her.

The woman frowned a little. Wheatley, that blundering Personality Core. When Chell had watched as one of Her claws descended upon him and crushed him before tossing him away, she had thought for sure that the poor metal ball was done for. But as it turned out, he was a lot more resilient than she had thought. Or maybe it was just dumb luck.

Either way, what mattered was that he had somehow managed to find his way back onto the management rail, from which he silently stalked her through GLaDOS' test chambers, sparking and twitching all the while. There was no real pattern to his appearances, and Chell could only hope that somewhere behind those wall panels, he was formulating some kind of plan.

Out of the corner of her eye, Chell noticed a familiar azure glow. Speak of the devil!

"Ello!" he whispered in nervous greeting as he zoomed out to her. The light of his bright optic was constricted into a small point and scanning the area anxiously. "So I was looking about, back behind the walls. And I couldn't help but notice that there was absolutely nothing back there that would be of, well, escaping value."

Chell gave him a blank stare.

The core nodded sympathetically, a small jolt rippling through his system. "I know that wasn't _quite_ what you were hoping for. But really, the only things back there are bits of junk. Can you imagine? Whole corridors stuffed with useless bits and knickknacks!"

She raised an eyebrow at him and looked curiously at the hole from which he had entered. An enormous pseudo-warehouse filled with Aperture leftovers? Surely there must be _something_ in there of value. Even if it were all broken materials, she could find something remotely helpful to salvage. She took a few steps towards the break in the wall.

"Uh, love?" He slid back on the rail, giving her an uncertain look. "What, um, _exactly_ do you think you're doing?"

Ignoring him, Chell peered into the hole. Her eyes went wide. "Stuffed" was an understatement. Up until a few feet from the entrance, there were piles of all kinds of clutter imaginable. It was so utterly packed that she imagined it had been rather difficult even for Wheatley to use his rail.

Eyeing a few choice pieces, she shot a portal onto one of the panels that was partially concealed by the junk.

"No, really," the sphere pressed, unamused. "What're you doing?"

She turned to face him and popped the second portal on the wall—a little too high. The scraps flooded out, swamping the area and almost overwhelming Wheatley.

He let out a cry and moved back to avoid the cascading parts. "Watch it now! You almost hi—" There was a loud _clunk_ as something struck his hull, knocking him from the rail. "Bloody hell," he groaned, rolling on the floor.

Chell shook her head with a sigh and picked him up with the portal gun. She gave him a reassuring pat before reattaching him. And that's when it happened.

A sharp wail pierced the air, crashing wildly and painfully off the naked walls.

Chell jumped, looking for the source of the unfamiliar sound with an uncharacteristic sense of urgency.

Squeezing his optic shut, Wheatley moaned and shivered, scooting forward on the rail. "What _is_ that?" He glared down at the thing that had hit him. "Bet this is all your fault," he said accusingly. "It is, isn't it? Right old piece of junk, aren't you?"

To his utter surprise, the thing shook, shrieking louder.

The core rolled his optic, and a few more sparks flew from his hull. "Oh, c'mon mate," he huffed. "It's not my fault you're defective and screeching and all that nonsense!"

Shooting Wheatley a dirty look, Chell clamped her hands to her ears and looked the offending piece of equipment over. It looked…_human_.

She nudged it cautiously with her foot, revealing an infant-shaped form whose face was marked with a pixilated frown that glowed an angry red.

Well, _mostly_ human.

As the AI's gaze shifted from his human companion down to the squalling creature, something clicked. "Oh! A test baby!"


	2. The Squall

Chell looked at him expectantly before giving the wailing piece of machinery another—though this time more deliberate—shove.

"Huh?" Wheatley appeared genuinely surprised. "You've never heard of a test baby? Not really helping your case with the whole trying-to-prove-you're-not-brain-damaged thing, you kn—"

He was cut off by a sharp glare and a frantic pointing in the baby's direction.

"Oh um, right," he said, clearing his throat. "The test baby was used to…" He sparked. "To…"

He felt his resource database come online. _Babies are not used,_ it corrected him. _They are nurtured_. The voice was a bit garbled, but all in all still comprehensible and therefore still reliable.

Another shock ran through him, upsetting his visual feedback processors. "Nurtured?" He looked Chell over again as his sight cleared. There was an unfamiliar feeling stirring inside him, probably some sort of programming that hadn't been used in a while. Not that he could even guess at what it might be.

_Adult human female and offspring detected,_ chirped the database. _Ovulation cycle 37% complete_.

"Ovu-whatnow?"

_Human young develop best in the presence of two parental units, most commonly a male and a female,_ it continued.

The new information only served to confuse the AI even more. "I really don't see what you're getting at, mate."

The database ignored him. _You must protect your offspring. Initiating paternal skill set reboot_.

Before he could think to protest, Wheatley felt a warm sensation envelop him from the deepest parts of his inner workings outwards. The test baby's cries no longer annoyed him. More than anything, he wanted to soothe them.

Chell dug her fingernails into her scalp. She couldn't take much more of this. First Wheately's unnerving comings and goings, then this damn test baby and its incessant screaming and now Wheatley was talking nonsense to himself. She glared at the baby and gave it a good kick, some desperate part of her hoping that it would shut it up.

It howled even louder.

"Nonononono!" he yelped frantically. "You're not supposed to _kick_ it! Good mums don't kick their babies! In fact, they don't do anything of the sort!"

The woman stared blankly at him, incredulous. Good mums? What in God's name was he babbling about now? She kicked it again.

"Would you just stop that?" he cried with a glare. "Do you _want_ her to be brain-damaged? Pick her up, would you? Like a good mum?"

Chell shook her head firmly, her lips drawn into a hard line.

"Don't think I can't hear you and that awful ruckus," said GLaDOS flatly over the speaker. "I really can't leave you alone, can I? You are by far the most ill-behaved test subject I've ever dealt with. So chubby, what were you touching that you shouldn't have been?"

Wheatley's optic shrank. "She found us!" He quickly turned to Chell. "Grab the baby and let's move!"

She took off, leaving the baby as it was.

"Excuse me!" Wheatley hissed, hovering over it. "I think you forgot something." He looked down at the wailing form and hushed it softly. "Don't you worry, love," he cooed to it. "Mummy will be here soon."

Chell clenched her fists and threw her head back in exasperation. Fine, she decided, running back to him. If it would get him to shut up about the baby and follow and maybe, _maybe_, get them to a place out of Her security cameras' view, it might be worth it. She snatched the test baby from the floor by one of its legs and went back to running.

Wheatley zoomed ahead of her, "You know, I'm not terribly impressed by the way you're holding her. You really ought—"

Before he could complete the thought, a piece of the floor behind them sunk down and reappeared with a dozen or so turrets on top of it.

"Or we can discuss this later when we aren't all going to be riddled with bullets."

Chell groaned internally. She didn't know what was worse: carrying this obnoxious piece of testing equipment, the core's chiding comments or the many turrets that were about to make Swiss cheese out of her.

Wheatley was muttering nervously to himself, looking frantically around the chamber. "Protect the baby, protect the baby… Here!" He swerved onto a fork in the rail and disappeared into a small and poorly-lit corridor that would have otherwise been easily passed up.

Chell dashed in after him and tossed the baby on the floor, leaning against the wall for support as she caught her breath.

The AI let out an annoyed sigh. "You're a terrible mother, love. You know that, right?"

Chell responded by setting down the gun and dramatically clasping her hands to her ears with a pressure that looked uncomfortable, even to Wheatley.

"I know you want her to quit this crying business," he said, his upper handlebar drooping in an unamused fashion. "Ideally, I'd like that too. But I don't know what to do, and everything you've done up to now has honestly only made the whole thing worse. A lot worse. Maybe…" he trailed off. "Maybe we can just wait it out."

She couldn't believe this. Wheatley's attachment to the infernal thing was growing. It was now a "she."

_Humans' social natures are visible from birth and are first manifested in the offspring's need for its mother's companionship and care,_ commented the database. _One of the simplest methods of initiating such social interactions is through physical contact_.

"Really? It's that easy?" thought the core aloud. He turned to Chell. "Pick her up again, would you? Babies enjoy physical contact, so maybe she'll quiet down if you're touching her."

Chell picked it up exactly as she'd done before, roughly and by the leg, and gave it a shake, attempting to remind him of exactly how well this had gone the previous time.

"Not like that!" he scolded. "Hold her nice and proper, like a good mum."

She rolled her eyes and dangled it by the wrist instead.

_The proper technique involves the use of both hands and arms and is commonly referred to as cradling_.

"You've gotta cradle her, love. Means you need to use both hands."

Cradling? What was that supposed to mean? She grabbed its other wrist and held it out to him, an eyebrow raised.

"Hmmm," he said, contemplating the baby's new position. "Don't quite think that's it. I think your arms are supposed to be a little more involved."

She gave him a confused look and awkwardly twisted the baby upside-down so that her forearms touched.

_Cradling also involves the chest. On a related note, research has found that babies can be lulled to sleep by listening to their mother's heartbeat._

"Brilliant," laughed Wheatley triumphantly. Of the few things he knew about the human body, the heart's location was one of them. "You've got to use your chest, love."

Chell smirked. Her chest? Now this was just getting ridiculous.

"Your chest," he insisted. "You've got to put her on your chest so she can hear your heartbeat. Babies love listening to their mum's heartbeat, y'know!"

She looked at the screaming test baby. Well _she_ certainly didn't know a thing about babies, testing or otherwise. Nothing ventured, nothing gained, right? Flipping it right-side-up, she pressed the body's face into her cleavage.

Nothing changed.

Wheatley was sliding back and forth on his rail apprehensively. "Just, uh, give her a minute alright? Maybe it takes a bit for them to notice it."

After a few agonizingly slow moments, the test baby's cries melted away into a soft whimper.

"Haha! What you did there, love, _that_ was tremendous. Excellent job," said the core with a proud nod. "And you know all that stuff I said about you being a terrible mum? I take it all back. Every word."

Still using one hand to securely hold the test baby in place, she ran her free one through her hair, a borderline goofy smile of relief splitting across her face. The mechanical menace had quieted, and even now, her final weakened cries were a hopeful indicator of the complete silence that would soon follow.

Chell shook her head roughly. _Her_ cries? She looked down at the baby. It had no gender, she assured herself. It wasn't alive. She sighed. Wheatley was getting to her.

The core cast a wary glance at the red beams of light that were patiently waiting for them in the main part of the chamber. "You know something? I really don't feel safe in here," he admitted. Looking quickly over at the test baby, he lowered his voice. "Perhaps it would be best if we pressed on. For the little one? I couldn't bear to think of something bad happening to her, much less actually _let_ it happen."

Chell nodded. Though she couldn't tell what the cause or the point of Wheatley's sudden fascination with the thing was, she was still concerned with her own wellbeing.

"Good, good. So why don't you grab the portal gun and follow me?" he suggested. "I know my way around this place pretty well. Even know some places She wouldn't be able to detect us!"

Chell's eyes lit up. Any place away from GLaDOS' prying cameras was fine by her. She picked up the gun and headed down the corridor.

"Oh and love?" he said, pulling ahead of her. "Keep holding her like that, alright?" His softening gaze came to rest on the baby. "I really think she likes it."


	3. The Naming

After what seemed like a paranoid eternity of cautiously weaseling about various backways and catwalks, Wheatley came to a stop at a poorly-maintained corner.

"Here we are," he announced. "This wing of the facility was abandoned years ago! Not really sure why though. Maybe it was too expensive? I mean the facility _is_ a pretty big place, and it would make sense for bigger things to cost more."

Although the AI's words weren't completely registering, Chell nodded in agreement and slumped against the wall, exhausted. Just how long had she been following him? Two hours? Three? More? At this point, it was impossible to say.

The test baby—bless its little battery—was still squished against her chest, completely silent. Thank. God. All the same, she was getting tired of holding it.

She looked up at Wheatley and cocked her head, wiggling a finger at the baby.

"I dunno, love," he said uncertainly. "What if she starts crying again?"

Giving him a hard frown, she jabbed the finger at her own aching arm and clenched her fist in an excessively dramatic manner.

"Oh." The core winced.

Right on cue, the database chimed in. _Over-exertion of the body can lead to such unpleasant sensations as stiff or sore muscles and both physical and mental fatigue._

Wheatley grimaced. Granted he hadn't known the specifics, but Chell had made her discomfort as clear as the facility's artificial day. What he was _really_ hoping for was some information on the baby.

_Although listening to the mother's heartbeat aids in initializing the baby's sleep patterns, prolonged exposure is not required. Once asleep, babies may be set down, ideally in a safe place where they will not be stepped on, lost or—if old enough—crawl away._

There it was. Useful information! "Alright, it's official. It's okay to put her down now," he confirmed. "And we can safely assume that doing so will _not_ result in more crying."

Chell smiled in grateful relief and peeled it from her chest. It had gotten rather stuck there, she noted, wiping the ring of sweat from its face with the sleeve of her orange jumpsuit.

"Oh, but first," Wheatley added quickly. "She needs a safe place to lie down. Um, like a nest. That's where mummy birds keep their little ones, so I suppose it ought to work just as well for ours." He looked around.

"Ooh! You see that stuff on the ground? Over against the wall?"

Following his gesturing, Chell could see a sizeable collection of odds and ends lying in disarray, long forgotten by their owners.

"Looks like there's some soft, comfortable parts in there. Comfortable means safe!"

Rooting through the pile, she found a bent dish-like structure and a tattered sheet of bubble wrap whose oversized air pockets were still largely intact. She set them aside.

"Well done, love," crooned the core. "Perfect nesting materials!"

Disregarding his comment, Chell placed the wrap in the bowl and started to lower the baby into it by the wrist.

"_Please_, love."

She stopped, caught completely off guard by the pleading note in his voice.

"Be gentle with her."

Nodding slowly, she moved her hands so that she now held it under the arms. Looking over the infant's new position with satisfaction, she could almost hear a tiny voice inside her telling her that was exactly how it was supposed to be done, and she set it down carefully in the makeshift bed.

"Absolutely marvelous." Wheatley was directly above her now, observing the whole operation. "A fantastic little nest for our fantastic little Michael."

Chell looked up at him, an eyebrow raised in confusion. Michael? Hadn't he been referring to it as a female? She made a face and shook her head.

"What? You don't like the name Michael?" asked the AI, more than a little hurt. "I thought it was a lovely name…"

Chell sighed and scratched at her cheek absently. Having never worked too closely with humans, he had probably never had the opportunity to learn to distinguish gender based on names, and she really had no means of communicating a better, more feminine one. Michael it was then.

**A/N: Thank you all for your support! I appreciate and look forward to every review!**


	4. The Attempts

"Are you sure we can't call her Michael?" pressed Wheatley. It would seem that his moronic little mind had already grown quite attached to it.

Chell nodded.

His optic lit up even more. "Oh, changed your mind, then, have you?" he chortled.

Another nod.

Wheatley beamed proudly. "See, I knew you'd warm up to it sooner or later. I really was hoping for the "sooner" option, though."

But Chell was a little preoccupied. Her back was to him, hunching over the pile as she rummaged through it. So these were the things that normal humans used in their everyday lives! She could make what she felt were educated guesses as to what some of their intended functions were, but others seemed simply too bizarre. Like that one.

She picked up a fairly thick metal bar that was about the length of her forearm and examined it. For something relatively small, it was rather heavy. Probably had something to do with its girth. She ran her finger along its upper half, a firm u-shape that made up at least half of the object's total length. Quite honestly, it didn't look like it had a purpose at all.

Wheatley, too, was intrigued, but before he could even wonder about what it could be, the database provided an answer.

_A tuning fork_, it suggested. _Tapping the pronged end results in a musical tone, the pitch of which is determined by the exact size of the fork and is measured in Herz. The device is useful in many fields such as music, watch making, medicine and specific types of gyroscope making._

"Why don't you give the, um, the pronged end a tap?" To be brutally honest, he didn't know what "pronged" meant. But if one half of it were special enough to have its own name, he felt justified in assuming it would be the half that was shaped funny.

Chell gave it a sharp flick, flinched and promptly stuck the finger in her mouth, trying to suck away the unexpected sting.

"Oh, love," he cooed sympathetically, another small crackle buzzing through him. "If it hurts you like that, you really shouldn't do it, y'know? Bit of common sense, innit?"

The only response he got was a poisonous glare before she turned her back to him.

His upper handlebar flapped in apology. "I didn't mean it like that, love. Honest!" He slid along the rail and spin around to face her. "I can assure you," he continued with a nervous laugh. "That I was not at all, in the slightest what I meant to say. Or rather how you were supposed to interpret it. Maybe we could, er, just forget I said that, yeah? Like nothing ev—"

Chell brought the tuning fork crashing down on his hull, producing a loud and empty _bong_ and a small spray of sparks. She looked on with a softer but still disapproving look as he shuddered and twitched.

Wheatley's proverbial ears were ringing. "Ah, there we go!" he chuckled dizzily. "Beautiful tone quality right there!"

As he spoke, a muted whine in the background sputtered back to life, its volume and harshness rapidly increasing to levels the two had previously thought impossible. Michael the screaming little monster was back with a vengeance.

"Ohgodohgodohgod!" the core moaned, his head buzzing. "And after we worked so hard the first time! What've we done?"

Frantically dropping the fork, Chell rushed over to the nest and scooped the baby up, pressing its face to her chest once more, but this time to no avail. The sheer magnitude of her cries sent uncomfortable waves rippling through her entire upper body. She looked to Wheatley in desperation.

"Right, right," the AI quickly said, shifting uncomfortably. He still wasn't completely used to the pressure that came with being depended on. "Just uh, give me a moment, please." He waited anxiously for the database's advice.

_It is not uncommon for human offspring to suddenly break from their sleep cycles. Some of the most widely-experienced reasons are as follows: babies, like their ad—"_ It fizzled out.

"No, don't do this! Don't do this!" whimpered the core. "Ooh, brainwave!" He redirected the power from several of his sensory processors into the database, causing his optic to dim a little.

_—require frequent nourishment to help their tiny bodies grow. Unlike adults however, they are unable to consume solid goods. This is because they lack teeth. The diet most suited for—_ It crackled, rendering the rest of the statement incomprehensible.

"No!" Wheatley howled, flooding it with reserve power. "What do they eat?"

_Th-th-th-th_, it skipped pitifully.

The backup hadn't been enough. He squeezed his optic shut. Surely there was another piece of his circuitry that could spare a few electrons. Suddenly, it clicked. There was one more part of him that could be drained, a part that took up a good deal of energy: his emotion-processing center. It was the most human aspect of his design, save for his personality, so it required the most effort to maintain.

He channeled part of the current to the database, becoming acutely aware of the growing numbness that was enveloping him. Vision blurry and hearing dampened, he felt an unexpected presence, one of calm. Without running at optimal strength, it wasn't able to produce the high-energy sensations of fear and panic. His mind cleared a little, creating just the opportunity his system needed.

It ran a short reel of high-pitched squeaks. _Repair protocol engaged_, it announced with a hint of something akin to pride. _Resuming normal function in three, two, one._

The power returned to all his processors, dulled senses sharpening once more as quickly as they had faded. His optic regained its former brilliance, and Michael's needy wailing came crashing back into the auditory foreground. He shivered and closed the shutters on his optic, already missing the temporary stillness.

Opening them once more, he jumped back with a yelp. An uncomfortably large portion of his field of vision was dominated by Michael's unhappy red frown.

Chell gave the test baby a good, firm shake, reminding Wheatley of his unfinished task.

"Oh, yeah! Haven't forgotten, love," he assured her. "Something about food. Babies need a lot of it, apparently. And they seem to be especially fond of… of…"

_Milk._

"Of milk. That's what it was!" He looked around thoughtfully. "But where to get some…"

Eyes wide and expectant, she shook her head and shrugged in agitation. _She_ wasn't the one who kept pulling surprisingly helpful information out of her ass. She pulled Michael back to her chest, subconsciously petting her head as Wheatley muttered almost absentmindedly to himself on the rail.

"Well that's, er, a little odd."

She rolled her eyes. The only thing odd about this whole situation was the way he would suddenly stop to converse with himself. It was likely due to damage he'd suffered at GLaDOS' claw, she thought. Her face contorted into a guilty grimace. Perhaps it hadn't been such a good idea to hit him with the tuning fork. Well, it _was_ justified, but maybe next time she shouldn't do it quite so hard. Maybe.

"Alright now."

Wheatley's voice drew her out of her thoughts.

"So, uh, what I'm about to tell you is going to seem a little bit odd. Actually that's a complete lie. It's going to sound _very_ odd," he admitted, fidgeting uncomfortably on the rail. "But you're just going to have to trust me on this one, alright?"

Her eyes swept carefully over his features. She really didn't like that tone of uncertainty, but there was nothing about his mannerisms that would give a valid enough reason to distrust him. She nodded slowly, still not willing to look away.

"Ah, good. Well then." He took a deep breath. "In the family dynamic, the mother is responsible for a great number of things regarding the baby, and one of those is feeding it. Those fatty lumps there, on your chest? These are, uh, where Michael will be getting her food from."

Chell snorted in amusement, a small smile finding its way to her lips. That couldn't be right! How on earth was _that_ supposed to happen?

"—and then drops off when she's done. Kinda like a little leech but with less pain and blood involved."

She gave him a blank stare.

"Go on, love," he urged gently. "Take off your shirt and give her a suck." He hovered above her, his optic eagerly scanning over both her and Michael.

Some unknown part of her consciousness caused her gut to wrench uncomfortably. She shook her head at him.

"No? What's that supposed to mean?" he asked, aghast. "She won't stop crying 'til you feed her, y'know!"

She turned her back to him and uncertainly started to roll up her shirt. She still wasn't quite sure how this was supposed to work, but the little voice that had confirmed the right way to hold the baby was back, silently assuring her that this, too, was correct.

_Female's motherly tendencies surfacing_, noted the database.

"Hmm?"

_Even in the absence of formal education on the subject, human females display traits that are considered particularly nurturing or otherwise motherly. This is due to what is commonly referred to as "a mother's instinct," though whether humans actually possess true instinct is still debated by some_.

Intrigued, he moved forward on the rail, positioning himself so that he could better observe her interactions with the still-wailing Michael. Whatever this "mother's instinct" was, it was very _very_ human, and some rather foreign part of him was certain that it was necessary for him to be involved in the whole affair.

Regarding him with suspicion, Chell froze, her fingers still buried in the roll of cloth she'd created. This was fairly private business, something that, for a reason she couldn't quite put a finger on, generated an odd sensation of vulnerability. This particular kind was nothing like the weak hopelessness that had run so powerfully—though incredibly briefly, she reassured herself—through her when GLaDOS had tried to dump her in the incinerator. No, this was a different, exotic brand of vulnerability. Its novel flavor however, made it only that much less desirable. She started to roll the fabric back down.

"Hey, hang on a tick," said Wheatley, a mixture of worry and confusion evident in his voice. "You didn't do it yet."

She adjusted Michael, making sure her chest was muffling the worst of her cries, and gestured to him with her free hand before covering her eyes.

"Wait, you're saying I'm not allowed to watch?" he huffed. "Bloody well _should_ be! After all, you wouldn't even know what to do without my help."

Obviously, she wasn't being clear enough. She appreciated the tips, really she did, but this was a point she refused to budge on. They both wanted the baby to just shut the hell up, and if this was the way to do it, by God she would do it. But it would be on her own terms. She picked up the tuning fork and weighed it in her hand before pointing it menacingly in his direction.

"Alright, alright. You've made your point," he insisted, backing up with an agitated shuffle. "Just be careful where you're aiming that thing, would you? You're likely to put someone's eye out with it! And by someone's eye, I mostly mean my own. As in the only one I've got." He snorted, muttering on to himself. "Used for music and gyroscopes my arse! Never said a thing about using it as a bloody club…"

Cracking a small but triumphant smile, Chell resumed rolling up her shirt. With a bit of quick thinking and some encouragement from the mysterious yet comfortingly familiar and knowledgeable voice, she more or less figured out how the whole feeding thing was supposed to work.

Taking one last peek over her shoulder to make sure Wheatley was still a safe distance away, she touched Michael's pixilated mouth to her nipple and waited hopefully. Nothing changed. Well, nothing except a small increase in her steadily-growing headache and in her suppressed desire to throw the baby to the turrets.

She shook her head a little. No. The voice didn't _at all_ approve of turning Michael into turret-bait, no matter how badly that other part of her did. She sighed and smoothed out the shirt. Fine then, no turrets.

Walking back into the AI's view, she leaned against the wall, trying to come up with another idea, preferably one that would work. If one of them didn't come up with something soon… Well, she really didn't want to think about that.

"I'm going to go out on a limb here," Wheatley said slowly. "And assume it didn't work."

Her lips tightened into an unimpressed grimace as she gave him an equally-unimpressed stare.

"Right then. Guess she wasn't hungry."

Chell tapped the tuning fork lightly against the wall as she thought, grateful that I t provided some sort of sound unrelated to the test baby. Its soft, melodious _ping_ was rather pleasant to the ear, a sound rather unexpected from something so—wait, _soft?_ She listened carefully to Michael, and sure enough, her cries had become a little less sharp and a little less demanding. Either that or her eardrums had finally burst. Lovely.

Wheatley's database whirred to life once more. _A tool that is often used throughout the various stages of child-rearing is music. As it has both therapeutic and entertainment value, it is often applied as a learning tool, usually in the early years of the child's develop—_

"Waitwaitwait," he interrupted. "Theraputic. What's that word mean?"

_Theraputic. Calming to the nerves and/or the senses._

The light of his optic brightened. "Ooh, brainwave!" he laughed. "This is brilliant, love! Babies love music."

Chell's gaze was fixed on him, something he interpreted as a good thing. It was a look of keen interest, and she motioned for him to continue.

"Um , right. So that means that if we can make music for her, she'll stop crying. Now I bet you're wondering exactly how we're supposed to go about making this happen." This was something he didn't need to consult the database for. He recalled observing a few of the scientists making strange noises by raising and lowering the pitch of their voices while changing the shape of their mouths. It was like talking, only a lot more dynamic. That and it was much more appealing to listen to. He had later learned the name for this interesting behavior.

"We're going to sing for her!"

Reflexively, Chell pointed to her throat with a frown.

"Oh yeah. Forgot about that for a moment there," he admitted sheepishly. "But no matter. _I_ will sing for her then. You can do it alone, right? Think it's called _a paccino_ or some fancy bit like that."

She shrugged and laid Michael in her little bowl-nest. She hadn't the faintest clue as to what that last part was about, but as long as it worked, she truly couldn't care less.

"Okay then," the core said slowly. He cleared his throat. "Here goes…" There was a nervous quality to his words.

The truth was that he really didn't know how to sing. Sure he'd _observed_ it, but that had only been on precious few occasions. And as if that weren't enough of an impairment, he'd never personally attempted to mimic the action. All in all, he was terribly unsure of himself. But he had to do it, for Michael. For Chell.

"Now what would be a good song for a baby?" he thought aloud.

_Music prescribed for babies is often very simple in beat, pitch and meaning. Common selections include "Row Row Row Your Boat," "The Itsy Bitsy Spider" and "Down By the Bay."_

Simple. Now _there_ was a clever idea! "How about that spider one? Rather like the sound of that."

_Deploying "The Itsy Bitsy Spider" in three, two, one._

Chell crossed her arms impatiently. He was doing it again. Talking to himself as the light of his optic wandered about, not seeming to be too fixed on anything in particular. She really did wonder about what went on inside that mechanical mind of his. She nearly jumped out of her skin as he let out a sudden cry of victory.

"Here we go! She'll absolutely adore this," he exclaimed, clearing his throat a second time. "So, um…"

Chell took that slender window of opportunity to brace herself for what was to follow, a decision which turned out to be incredibly wise.

"The itsee bitsee spoider went up the… the…" He frowned, having already forgot the words. "The bhe bhe bhe." In his mind, filler noises were just as valid as the real words. If children's songs were supposed to be easy to understand, why not replace some words with sounds and make it even easier?

The test subject cringed. The sounds the AI was making were borderline unearthly, like the howling cries of a mortally-wounded beast as it bled away its last moments. This was, without a doubt, the most hideous farce of a musical act she'd ever heard. And even though her experience with songs was admittedly quite limited, what she _had_ heard was always at least vaguely pleasant to listen to. But this… She shuddered.

Unfortunately, Wheatley was far from over. "Then something happened and washed the spider down… out," he corrected himself. "Or something along those lines."

Michael, too, disapproved of his pathetic attempt at singing, her wailing returning to its previous headache-inducing level.

"No, no," chided the core. "That's not how it works! What's _supposed_ to happen is that I sing, and you stop with this excessive crying business, alright? And I sang already, which means it's time for you to stop."

The baby continued, unfazed by his logic.

Despite Wheatley's dismal performance, Chell had to admit she thought he was on the right track. It just so happened that his voice wasn't fated to be the desired medium. But what was then? Surely there had to be some way for them to access a decent musical recording. She shut her eyes tightly, trying to block out the din around her, and a familiar tune seeped into her thoughts. It was upbeat and catchy, the one from the—

It clicked. They needed to find a radio. The reality of the situation quickly hit her, and she frowned. It wasn't like radios just fell out of portals. They, like everything else in GLaDOS' micromanaged scientific domain, had their place, which in this case was the Relaxation Chambers in the very heart of Her kingdom. That was a place that Chell had no intention of _ever_ returning to.

However, she did know of one other place that sometimes housed a radio. Every so often she had come across a small hole in the wall, a haven free from Her ever-vigilant eye. They were rarely larger or deeper than a couple wall panels and were often decorated with multi-colored murals and helpful messages or warnings. Empty old cans littered their floors and makeshift tables, and most importantly, some of them also possessed a radio.

If they could find one of these abandoned dens, they could potentially find a radio. And if they found a radio, Michael could finally be silenced. But for now, she would have to come up with some sort of alternative, and thankfully she had an idea.

She went back over to the rubbish heap and dug through it, producing a small, worn-out blanket and an old but sturdy-looking rope. Chell couldn't help but notice that on a very basic level, she and Michael had many common interests.

Hypothetically, she would love to be held, or to at least be able to curl up in a place she knew to be safe as Michael had essentially done in her arms. She would immensely enjoy some sort of reliable constant in her life, preferably one that didn't involve testing. Wheatley was slowly becoming that constant, babbling and bumbling though he may be. Michael's version, Chell's heartbeat, wasn't quiet as noisy, but it seemed to serve its purpose. The test baby's taste in music was also similar, namely in the fact that it ideally wasn't coming from Wheatley. And as far as food was concerned, Chell was certain Michael would come around eventually. After all, who _didn't_ like to eat?

All of these desires were rather primal, which only increased her confidence in her plan. The facility was always a little chilly, one of its many less-than-desirable traits, and if given the chance, she would seek out a source of warmth. Perhaps Michael was in need of a little warmth too. She gently plucked her from her nest on the floor and cocooned her in the blanket as Wheatley looked on, fascinated.

Michael's crying was dying down to a shaky whine, but the database hadn't said a word about wrapping her up like a great big fabric ball. The fact that Chell had somehow known this only convinced him further of the presence of her mother instinct.

Chell took the rope and wound it securely around the bundle before tying it around her torso, leaving both hands free, just in case. She picked up the portal gun and motioned for Wheatley to follow.

"Where're you going?" he asked, confused. "We really haven't been here that long. Hardly any time at all, in fact!"

But she was already a good ways ahead of him. True, she may not know her way around the facility like he did, but she felt confident that in an abandoned place this large there were bound to be at least a few of her artist friend's old hovels. She was determined to find that radio.

A/N: Thank you so much for all the support! Every time I receive a review, I make a little inhuman noise of delight.


	5. The Song

Contrary to her initial optimism, it seemed as though there were, in fact, no traces of the mysterious artist's dens anywhere. Every hallway was just as bare and abandoned as the last and each one preceding it.

But Chell was as stubborn as ever. Nothing was going to stand between her and that radio.

"Hey, love?" called Wheatley, struggling to keep up. "It's not like I don't trust you or anything. Couldn't be further from the truth, actually. I trust you with my life! But still I'd really like to know exactly what it is we're doing, y'know? Maybe I could help with something?"

She shook her head, stopping to peer cautiously around a corner as she chewed the inside of her cheek. Unless he could direct her to the nearest of the artist's hideouts—which, despite his recent helpful streak, she seriously doubted—there was really nothing that came to mind.

The light of his optic dimmed in dejection. "Oh."

Chell turned back to him, excitedly motioning to the great unknown behind the wall before disappearing from view.

"Found something, have you?" inquired the core, his doleful mood already forgotten. "I can only wonder what sort of helpful things you've…" He trailed off, handles twitching in surprise. "Well would you look at that!"

Surveying her find like an emperor would his kingdom, Chell's face split into a wide grin. The entire corridor was lined with holes, and though she couldn't tell if they were artist-made or simply the result of disrepair, she couldn't shake the delighted feeling bubbling up in her chest. This was the jackpot. She ran over to inspect the first one, Michael's droning whimpers coming out in short hiccups as she bounced against her caregiver.

"Watch it, love," Wheatley called, zipping behind them. "Wouldn't want to—ooh, brainwave again! Why don't you let me hold her while you go peeking about these old rubbish holes, hmm? I'll keep her nice and safe so you can work without interruption. How's that sound?" There was a distinct air of hopefulness about him.

Chell shook her head again as she examined a second hole that only contained empty cans and a few unreadable yellowed documents. Something told her that it was a fairly bad idea to let a robot watch over a baby. She sidestepped and leaned over to get a better look at one of the papers, knocking the test baby, who squeaked unhappily, against her hip.

_Babies are to be treated with care as they are very fragile._

Wheatley winced. "C'mon now, lemme hold her for a bit. You're jerking her around, and I really can't imagine she likes it very much. It's probably not even safe for her!"

A warm, pleasant sensation rushed over him, most likely a reward protocol of some sort. _Correct. Shaking an infant can result in many unpleasant outcomes such as death._

His optic shrank into a tiny pinprick, the reward already forgotten. He could easily think of any great number of things he would rather dwell on: testing data; the various species of songbirds; the lovely, clean color of the tiles that were untouched by rust or vegetation. Really, anything _anything_ was preferred to the thought of losing his baby. He felt a sudden twinge of an unnamed emotion and momentarily considered putting himself between Michael and anything that threatened her, even at the cost of his own wellbeing.

Chell gave in with a heavy sigh and nodded, freeing herself of the blanketed bundle. Her gaze fell to the AI, dancing quickly over him before securing Michael to his lower handlebar. She gave the side of his hull a surprisingly tender pat and went back to searching.

A soft, content chuckle escaped his vocal processor as he turned his attention back to the test baby, another small wave of positive reinforcement rolling over him. "Just look at you, Michael! You're a right pretty little one, aren't you?" he purred. "Now your old dad's seen a fair number of fantastic scienc-y things in his day, but you missy," he continued, rubbing the equivalent of his cheek fondly against her in his best nuzzling fashion. "_You_ are without a doubt, hands-down, the very best of the whole lot. Even more brilliant than the Relaxation Chambers. And they're pretty bloody brilliant." His voice lowered to a giddy whisper. "That's how your mum and I met, y'know!"

Michael went completely silent, and her dim red frown was replaced by a smile that glowed a rather jubilant shade of green.

"Oh you like hearing stories about us, do you? Well in that case, have I got a tale for you! There was this one time, a rather recent event now that I think about it, but anyway, I knocked on her door and asked if anyone was in there…"

With the exploration of each new break in the wall, Chell was becoming more and more frustrated. The majority of them bore at least some of the distinguishing features that marked them as safe havens, but not a single one held anything of worth. Not a radio, not a hint, not even a full can of beans. Her mouth watered a little at the idea of eating something other than potatoes, but she quickly brought her focus back to the search. When compared to the other dens she'd perviously found, these all seemed as if they had hardly ever been used.

She walked out to the main corridor, and, irritated and steadily losing steam though she was, she found herself drawn to Wheatley's story.

"She tried to catch me, you see. A truly valiant effort, but it didn't really work as well as we both hoped. Mainly because she dropped me," he was saying, the usually-blaring quality of his voice now noticeably softer.

What could possibly have triggered that?

It came rather quickly to her attention that Michael was now completely silent, save for the occasional foreign sound that Chell could only classify as some sort of bubbling laughter. The good kind, too. There was something mesmerizing about the core's prattling yet immensely detailed recollection of the series of events that had occurred before Her reawakening, and the test baby had fallen under its spell.

Wheatley, noticing he was being observed, stopped mid-sentence. "Oh, listening in were you, love? Enjoying a bit of a good story?"

An amused smirk found her lips as she rested her free hand on her hip. It was a fine display of ego. Bold, somewhat childish and distinctly him.

He nodded enthusiastically. "As I thought," he affirmed. "And you'll never believe, but get this. Are you ready? Michael here _loves_ storytime! Absolutely adores it, she does. Taken to it like a bird to her cozy little nest even. And her favorite stories, oh man alive, you'll never guess! They're about _us_. Both of us, together, running about the facility and having a whale of a time! Well…" He was hovering just barely above a whisper. "I didn't tell her about the turrets or the acid pits or the part where She snatched us up. Too scary for a wee little one, I'd think, if y'know what I'm saying."

He paused for a moment, and she could tell that his mental processors were hard at work. But something in the background caught her ear.

"Y'know what I think? We—"

She quickly threw up a hand to silence him, and much to her surprise, he took the cue. The sound was coming from one of the holes further down the hall. What it was exactly and what it meant were unclear, and she meant to investigate. For all their sakes.

Hugging the wall, she strode silently down the corridor, inspecting each of the dens ears-first until she found the guilty one, the mysterious noise hanging in the air like a heavy fog. She listened carefully, attempting to determine the source.

It carried an oddly musical quality, but under the seemingly innocent surface lurked something much more foreboding: the sound of rough, mechanical movement. She'd only ever heard one machine make a noise like that, and that, she thought as her palms slowly became glazed in a cold sweat, was a turret. Her entire body tensed in anticipation.

Wheatley whizzed up behind her. "What're you doing? You look rather, um," he said nervously. "On edge."

Her eyes never left the entrance. There were no targeting beams as far as she could tell, but that didn't at all make it safe. In the bowels of Aperture, such traitorous thoughts could—and more often than not _would_—be your last. She stood back to get a better angle and shot a portal onto the inner wall before placing its partner on the one in front of her. Gazing through her luminous blue-and-orange crystal ball, the only thing she was certain of was that the hole seemed completely empty, not a trace of a turret to be seen. But the ominous melody continued, unperturbed, an alluring siren's song drawing Chell in.

"You're not going in there, are you?" inquired the AI with a nervous laugh. "Because the thought of that is setting off this huge red flag. Enormous is actually a better word now that I think of it. Enormous with a great big bloody light display all saying this is a terrible idea. I'd even put it in the Top Five Worst Ideas You Could Possibly Have."

She paid him little mind, already leaning curiously through the portal and looking about the interior of the smaller room.

"My sensors are telling me you're pretty worn out, love. Maybe we should try this whole searching thing again after you've powered down for a bit," suggested the core. "You oughta be in top condition before doing anything dangerous, right? Fresh as a beam of hard light."

She shook her head insistently. A little fatigue was nothing to her. However, part of her agreed with him. Perhaps her judgment _was_ slightly impaired. After all, here she was peeking into an empty room, convinced that there were turrets nearby when there clearly weren't. No, she decided. She could handle this. She stepped out of the portal and onto a grate.

_A grate._ She leapt off, landing on the solid ground beside it with a light _click_ of her boots and looked through it. Sure enough, they were there. Four turrets all in a row.

Their guns were bared, but their targeting beams were still nowhere to be seen. Stranger still, they slid their weapons from side to side, in and out in time with each other, and each, upon closer inspection, was producing a unique tone. If Chell hadn't known any better, she would've thought—

"Whoa, whoa. Hold up there!" Wheatley interjected, watching intently through the portal. "Are they _practicing?_ As in making music together? That's not what turrets are programmed to do. They must be, I dunno, defective or something!"

Chell was unwilling to make a call on their aptitude, because as long as they weren't threatening her life or calling out to her in those nightmarish voices, they could be engaged in acrobatics for all she cared. And really, making music was significantly more desirable than the alternative.

Michael let out another of her odd probably-laughs, the green of her features lighting vibrantly with each small outburst. Wheatley gasped.

"So _that's_ what you were listening to then?" he sniffed, handlebars drooping. "You weren't listening to the tales of Your Old Dad's Grand Scienc-y Adventures with Your Mum at all, were you? Now that hurts, mate. That really hurts."

The test baby's only response was a loud yawn, accompanied by the dimming of her features.

"And now I'm boring you, am I? Well that's just great."

Chell stepped back out into the main corridor and patted his hull with a silent laugh, unhooking Michael's cocoon from his lower handle. Through their song, these turrets performed the same basic service that a radio would've, and that was all that really mattered.

Shedding the portal gun and cradling Michael in her arms, she fell back against the wall and slid to the floor with a yawn. She really didn't know who she was trying to kid. She was downright exhausted. Her eyelids started to droop as she rested the back of her head against the wall.

_Yawning is one of the many physical signs of weariness and is often indicative of impending shutdown for recharging._

"Ready for sleep are you?" Wheatley asked.

She nodded slowly.

"Good, that's all right and dandy, but, um, I have one final request to make before you shut down."

She looked up at him, eyes only partially open and already heavy with sleep.

"It's, well, a bit of a personal thing actually," he continued sheepishly. "But I really can't help but feel left out all the way up here. It's not very becoming of a family, is it? Well, what I _really_ meant to ask is, uh, if you could detach me so I can go into sleep mode with you. The both of you," he added quickly. "Y'know, to make our little family complete."

A tired half-smile played across her lips, and she nodded, gently setting Michael down before getting to her feet. She held her arms out below the core.

"And you're sure you'll catch me this time?"

She nodded with a smile, motioning for him to let go, and he did, landing nestled safely into her arms. His motor whirred happily of its own accord.

"Brilliant catch, love," he purred. "Commendable job on that one."

She gave him an appreciative pat and went back to her place on the floor, curling around both him and Michael before closing her eyes.

"One more thing," said Wheatley.

Chell struggled to raise a droopy lid.

"That thing, the one I was going to say before you heard the turrets?" he said slowly, heavily contemplating every word. "I was going to say we make a bloody brilliant family. And I still think we do."

She smiled a little and wrapped her arms around him, planting a tiny kiss on his optic.

A small crackle emanated from his inner workings, momentarily shorting out his sensory processors. "Oh, man alive!" he buzzed. "What was _that_ all about?"

But Chell was already fast asleep.

That was alright, Wheatley decided. The sensation was safely stored away in his memory, and he would rather wait until she woke up than bother her again. Whatever rest she got was well-deserved.

He closed his optic and went into sleep mode, eagerly awaiting whatever exciting adventures the new cycle of consciousness would bring. And for that moment, all of Aperture seemed peaceful and still, its only sound the turrets' lullaby wafting lightly through the halls.

A/N: And that's a wrap! Any questions, comments, concerns or critiques are more than welcome. In fact, they're encouraged! Please don't hesitate to drop me a line!


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